Cognitive dysfunction associated with cancer chemotherapies can have a dramatic effect on cancer survivor quality of life and is recognized as a growing survivorship problem. However, the etiology of chemotherapy- related cognitive change is unknown, with no current broadly validated treatment. The PI is developing a brief cognitive-behavioral therapy (CBT; Memory and Attention Adaptation Training; MAAT) designed to help cancer survivors self-manage and cope with daily memory failure. Preliminary research suggests MAAT may improve self-reported daily cognitive failures and verbal memory performance, and survivors rate it with strong satisfaction, but more research is needed. The proposed research aims to evaluate a revised and more intense version of MAAT (increase from 4 to 8 visits) delivered through videoconferencing technology to aid rural breast cancer survivors with chemotherapy-related cognitive complaints-individuals with geographic and cost barriers to survivorship services. MAAT will be compared to a videoconference supportive therapy (ST). Thus, this study seeks to evaluate feasibility of MAAT delivered through videoconference technology. Participants. 48 women treated for stage I, II, or IIIa breast cancer with chemotherapy-related cognitive complaints, 6 months past last chemotherapy and who do not have other neurologic or psychiatric histories, or untreated anxiety or mood disorders will be enrolled. Intervention. MAAT-Video (MAAT-V) will consist of 8 weekly one-hour group sessions consisting of 2-4 members each linked by videoconferencing devices at up to 6 rural outreach clinics. Multiple participants can be seen by the clinician and participants can also see each other from different sites. ST is identical in length and time of sessions (8 one-hour sessions), but is more passive and less instructional than MAAT. Design. Breast cancer survivors will be randomized to either MAAT-V or ST. Survivors will be evaluated for self-reported impact of cognitive problems on quality of life, anxiety about cognitive problems, functional wellbeing, and on brief telephone-based neuropsychological tests of memory at 3 time points: pre-treatment, post-treatment and 2-month follow-up. Statistical analyses will consist of a 2 X 3 (baseline, post-treatment and follow-up), repeated measures analysis of variance with dependent measures listed above and a planned comparison approach to reduce risk of spurious findings. Type of chemotherapy, age, education, estimated IQ, fatigue, and other factors will be evaluated as possible covariates. Clinically significant change on outcome measures will be evaluated using the reliable change index (RCI). Satisfaction will be assessed with 0-8 Likert-type ratings. A qualitative analysis of 20 randomly selected participants will be completed to assess practicality of MAAT-V. Significance. Study results will advance knowledge of the feasibility of MAAT delivered through videoconference to improve breast cancer survivor quality of life, especially in rural, underserved areas.